SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
THANGARAJ IMMANUEL

(Last) (First) (Middle)
10001 WOODLOCH FOREST DRIVE
SUITE 175

(Street)
THE WOODLANDS TX 77380

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ACURA PHARMACEUTICALS, INC [ ACUR.OB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/13/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
5% Convertible Senior Secured Debentures due March 31, 2006 $0.6425 08/13/2004 P 36,747 08/13/2004 03/31/2006 Series A Preferred Stock 57,194 $0 36,747 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
5% Convertible Senior Secured Debentures due March 31, 2006 $0.6425 08/13/2004 C 133,333 11/21/2003 03/31/2006 Series A Preferred Stock 207,522 $0 0 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
5% Convertible Senior Secured Debentures due March 31, 2006 $0.6425 08/13/2004 C 200,000 12/05/2003 03/31/2006 Series A Preferred Stock 311,284 $0 0 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
5% Convertible Senior Secured Debentures due March 31, 2006 $0.6425 08/13/2004 C 333,333 12/31/2003 03/31/2006 Series A Preferred Stock 518,806 $0 0 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
5% Convertible Senior Secured Debentures due March 31, 2006 $0.6425 08/13/2004 C 4,889 02/06/2004 03/31/2006 Series A Preferred Stock 7,609 $0 0 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
5% Convertible Senior Secured Debentures due March 31, 2006 $0.6425 08/13/2004 C 3,649,101 02/06/2004 03/31/2006 Series A Preferred Stock 5,679,535 $0 0 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
5% Convertible Senior Secured Debentures due March 31, 2006 $0.6425 08/13/2004 C 36,747 08/13/2004 03/31/2006 Series A Preferred Stock 57,194 $0 0 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
Series A Preferred Stock (2) 08/13/2004 C 207,522 08/13/2004 (3) Common Stock 1,037,611 $0 207,522 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
Series A Preferred Stock (2) 08/13/2004 C 311,284 08/13/2004 (3) Common Stock 1,556,420 $0 518,806 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
Series A Preferred Stock (2) 08/13/2004 C 518,806 08/13/2004 (3) Common Stock 2,594,031 $0 1,037,612 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
Series A Preferred Stock (2) 08/13/2004 C 7,609 08/13/2004 (3) Common Stock 38,046 $0 1,045,221 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
Series A Preferred Stock (2) 08/13/2004 C 5,679,535 08/13/2004 (3) Common Stock 28,397,673 $0 6,724,756 I By Essex Woodlands Health Ventures Fund V, L.P.(1)
Series A Preferred Stock (2) 08/13/2004 C 57,194 08/13/2004 (3) Common Stock 285,970 $0 6,781,950(4) I By Essex Woodlands Health Ventures Fund V, L.P.(1)
Explanation of Responses:
1. The reporting person is a managing director of the general partner of the partnership that owns the reported securities. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
2. Shares of the issuer's Series A Preferred Stock are currently convertible into shares of the issuer's Common Stock on a 5-for-1 basis.
3. Shares of the issuer's Preferred Stock are convertible into shares of the issuer's Common Stock for as long as such shares are outstanding.
4. Essex Woodlands Health Ventures Fund V, L.P. currently owns an aggregate of 15,593,247 shares of the issuer's Series C-3 Preferred Stock, 6,756,207 shares of the issuer's Series B Preferred Stock and 6,781,950 shares of the issuer's Series A Preferred Stock as a result of the conversion on August 13, 2004 of all of the Partnership's convertible debentures reported on this Form 4. All of such shares of Preferred Stock currently are convertible into an aggregate of 56,259,205 shares of the issuer's Common Stock.
Immanuel Thangaraj 10/01/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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